AMERICAN SPLENDOR (PG-13) The movie American Splendor, like the comic book American Splendor, is about real life — the life of Harvey Pekar, a rumpled, cranky, middle-aged file clerk at a Cleveland veteran's hospital — in all its drab, dreary, petty glory. Filmmakers Shari Springer Berman and Robert Pulcini have a ball communicating all the rich contradictions in the material, even breaking the fourth wall from time to time to offer us the real-life Harvey and company commenting on the actors playing them on-screen. American Splendor is ultimately more heart than head trip, however, and all the movie's elaborate self-reflexivity is really just a means to an end. Stars Paul Giamatti, Hope Davis, Judah Friedlander and James Urbaniak. 1/2

AND NOW LADIES AND GENTLEMEN (PG-13) A jewel thief and a lounge singer, both with matching brain tumors, have some sort of mystically fateful encounter in Morocco while a variety of half-baked lounge songs gurgles away on the soundtrack, indirectly and directly commenting upon what we're seeing. The nuts and bolts of director Claude Lelouche's new film are just as wildly, impossibly romantic (and as shallow) as his best known movie, A Man and a Woman, but the whole thing's gussied up with someone's idea of what a cerebral, postmodern art film should be like. Stars Jeremy Irons and Patricia Kaas.

ANYTHING ELSE (R) Woody Allen doing a teen comedy? Either a sure sign of the apocalypse or a desperate plea for continued relevance in a youth-dominated market. Maybe both. The rosy-cheeked stars of this strange bird are Christina Ricci and Jason Biggs (American Pie), whose nerdy screen persona might just turn out to be a weirdly appropriate alter ego for the rapidly wrinkling director. Also stars Stockard Channing and Jimmy Fallon. (Not Reviewed)

BEYOND BORDERS (R) Although it spews political messages like so much projectile vomit, and spans several decades and a slew of exotic locations, Angelina Jolie's latest project feels about as much like a serious epic as one of her Lara Croft: Tomb Raider romps. Jolie stars as a socialite with a social consciousness, torn between her marriage and a brash but charismatic doctor/political activist (Clive Owen). Despite a handful of powerful (albeit seriously exploitative) moments, the movie is a terribly clumsy mix of sloganeering and soap opera, clumsily comprised of three loosely connected acts, each taking place in an international trouble spot more awful than the last. Time passes, marriages dissolve (hers), deals with the devil (his) are struck and then largely forgotten, and Jolie and Owen's love appears to be the only saving grace in a world populated by very bad people with even worse teeth. The opening sequence in famine-ridden Ethiopia (complete with digitally generated starving infants) is particularly disturbing, and Jolie, who ages nary a day over the movie's 20 year span, gets a chance to wear some really cute outfits along the way. Also stars Noah Emmerich. Opens Oct 24 at local theaters.

BUGS! (PG) Overflowing with incredible microphotography, great 3-D effects and bug's-eye views galore, Bugs! is structured as a sort of day in the life of two of the critters for which it's titled. The movie personalizes its protagonists by giving them names, so we follow a benign little caterpillar named Pipilio and a not-so benign praying mantis named Hierodula as they creep along the jungles of Borneo, doing all the things that insects do. We get amazing, ultra-up-close-and-personal 3-D footage of bugs eating, mating, hunting, avoiding danger and exploring an exotic and often dangerous landscape. It's all beautifully shot, utilizing crisp, deep focus photography that really makes the 3-D effects pop. 1/2

CABIN FEVEr (r) A workmanlike fusion of Evil Dead, Blair Witch Project, Deliverance and I Know What You Did Last Summer, this slackly paced, wildly over-hyped splatter flick feels long even at a scant 90 minutes. Cabin Fever plops a group of vacationing college kids in a backwoods cabin and marks them all for death (via a mysterious, skin-disintegrating infection). There are a few cheap but effective scares scattered throughout, but the level of filmmaking is generally pretty pedestrian and entirely unoriginal.

I CAPTURE THE CASTLE (R) A charming but otherwise ordinary film about extraordinary people, as well as a coming-of-age tale narrated by the coming-of-ager herself. That would be Cassandra (Romola Garai), a sensitive 17-year-old who's part of a family of mad hatters stuck in a once grand, now badly deteriorated castle in the English countryside. Cassandra, like the rest of her tightly wound, emotionally unstable clan, experiences life in convulsive lurches, spewing and soaking up feelings as if they were bursts of rapidly misfiring synapses. And when a family of rich Americans comes calling, including a pair of handsome young brothers, things get particularly complicated. Also stars Rose Byrne, Bill Nighy and Henry Thomas.

CASA DE LOST BABYS (R) John Sayles' ambitious new film aims its sights on six U.S. women as they bide their time at a South American hotel waiting for the chance to adopt babies from a local orphanage. The film is just as talky as you'd imagine, but most of the chatter is intriguing, touching on topics as monumental and far-flung as the clashes of culture and class, the ties that bind and break women apart, and the urge for motherhood. If there's a real problem with the movie, it's that it never quite finds a central focus, and ultimately doesn't add up to much beyond its scattered insights and a handful of fascinating character sketches. Stars Maggie Gyllenhaal, Lili Taylor, Mary Steenburgen, Marcia Gay Harden and Daryl Hannah. 1/2

COLD CrEEK MANOr (r) Director Mike Figgis puts his cerebral experimentations on the back burner with this supernatural thriller about a yuppie couple who buy a country home that turns out to be possessed. The early reviews on this one are almost universally negative. Stars Dennis Quaid, Sharon Stone and Stephen Dorff. (Not reviewed)

COrAL rEEF ADVENTUrE (G) Another quality IMAX production from the acclaimed team of MacGillivray Freeman (who seem to be able to do this IMAX thing in their sleep), Coral reef Adventure is a fascinating and somewhat frightening look at an exotic and rapidly disappearing underwater world. Music by flag-waving hippie diehards Crosby, Stills and Nash brings home the environmental message concerning the destruction of the reefs (from a deadly combo of over-fishing and global warming), but the movie has its moments of fun as well. 1/2

DICKIE ROBERTS, FORMER CHILD STAR (PG-13) David Spade's latest features the former SNL comedian as a 35-year-old parking valet desperate to reclaim the celebrity he briefly enjoyed on a TV sitcom when he was 5. Also stars Mary McCormack and Jon Lovitz. (Not Reviewed)

DIRTY PRETTY THINGS (R) One of the happiest and most unexpected surprises I caught at last year's Toronto Film Festival was this delightfully quirky thriller set within London's diverse immigrant community. In its own small, singular way, director Stephen Frears' Dirty Pretty Things has all the makings of a cult hit. The film features some great local color, an offbeat but steadily gripping plot involving black marketeers and organ-selling, a star turn by lead actor Chjwetel Ejiofor, and Amelie's Audrey Tautou as an illegal immigrant from Turkey, with a moustache. Also stars Sophie Okonedo. 1/2

DUPLEX (PG-13) The happy new owners of a seemingly ideal New York City duplex, Alex (Ben Stiller) and Nancy (Drew Barrymore), are soon at their wits' end trying to fulfill the odd requests of their upstairs rent-controlled tenant, elderly Mrs. Connelly (Eileen Essell). Stiller and Barrymore make a great team when they become bent on forcing the old woman out, and the physical comedy involved — electrocution, an exploding oven — delivers the funniest moments in the film. There's not much plot, but the young couple's unfolding desperation in the face of Mrs. Connelly's refusal to die is amusing. 1/2—Emily Anderson

THE FIGHTING TEMPTATIONS (PG-13) The impressive musical numbers save this otherwise lackluster film starring Cuba Gooding Jr. as a marketing exec who must direct a hometown gospel choir to victory in an annual competition. A clause in his late Aunt Sally's will requires him to do so in order to collect his hefty inheritance. The plot often feels like an unwelcome interruption, but if you're looking for a good time, you could do worse. 1/2 —Laurie Stark

FREAKY FRIDAY (PG) Disney remakes its 1976 comedy about a young girl switching bodies with her mom. It might have been fun if Jodie Foster, who was 14 when she played the daughter in the original movie, returned as the mom in the remake. Instead, we get an incessantly mugging but seriously unfunny Jamie Lee Curtis doing the honors, while fresh-faced Lindsay Lohan (star of Disney's Parent Trap remake) steps into Foster's old shoes. Lohan is mildly amusing playing the post-switcheroo teen with an adult's personality, but it's often just plain embarrassing watching Curtis strut around playing "young." Also stars Mark Harmon and Chad Murray.

GIGANTIC (A TALE OF TWO JOHNS) (NR) A mildly amusing but erratically structured and somewhat overlong documentary that provides a comprehensive overview of the cult band They Might Be Giants without really offering any particularly interesting insights. Fans of the band will almost certainly find themselves drooling over every minute of this strangely conventional puff piece, but the doc is unlikely to make many converts. Plays Oct. 14-16 at Tampa Theatre. Call theater to confirm.

GOOD BOY! (PG) Kiddie comedy about a boy and his dog, who turns out to be an alien from the dog star Sirius. The movie's pretty much a what-you-see-is-what-you-get affair, which mostly means lots of precocious, talking animals wreaking havoc in the neighborhood, in between bonding with their humans. The movie has its heart firmly in the right place, and young Liam Aiken is quite good in the lead human role, but don't expect much beyond that. Production values are so-so at best, fart jokes abound, and, with one or two exceptions, the dogs featured in the film aren't exactly the cutest critters on the planet. Worst of all, the actors providing the pooches' voices, beginning with Matthew Broderick, don't provide much personality. Also stars Kevin Nealon and Molly Shannon. 1/2

GrIND (PG-13) Eric rivers (Mike Vogel) and his best friends decide to take a summer road trip together to follow their dream of getting noticed by the professional skateboarding world. Missing the transportation they would need for this venture, they secure the help of fellow skateboarder and van owner Sweet Lou (Joey Kern). They face countless obstacles but the cheesy and sometimes bizarre moments make the movie strangely endearing — and the cameos are simply priceless. Grind just might be the gem of teen movies this summer. Also starring randy Quaid and Jason London. —Leilani Polk

HAUNTED CASTLE (PG) There's a story (albeit a lame one) somewhere in this latest giant screen 3-D featurette, but what Haunted Castle is really offering is just a stroll through a virtual reality spook house. The computer generated animation and effects are elaborate but not terribly imaginative, and the main character simply walks around gasping at things. The highlight is a gravel-throated demon who sounds like a Jersey hit man straight out of The Sopranos (and voiced by Harry Shearer). The scares are generally pretty mild, but be aware that Haunted Castle contains a few scenes involving torture and mutilation that seem to warrant a much tougher rating than the PG the film was awarded. 1/2

THE HUMAN BODY (PG) The movie was three years in the making, but The Human Body is the culmination of decades of technological advances. Pencil-thin endoscopic cameras, thermal imaging and time-slice photography (a Matrix-like freeze-effect) are only some of the cutting-edge techniques employed to great effect here. The movie is a sort of day in the life of us all, a look at the routine functions performed by many of us in the course of our daily existences, albeit as seen from the inside. 1/2

INTO THE DEEP (G) Into the Deep is an extremely well made 40-minute documentary on underwater creatures, but in 3-D, it becomes an absolutely breathtaking experience. Watch millions of mating, opalescent squid swarming all around your head, frisky sea lions dropping right into your lap and sharks poking their noses directly in your face. The IMAX 3-D picture is precise, utterly life-like and, frankly, so revolutionary that I could easily see these sorts of films one day replacing standard 2-D movies.

INTOLERABLE CRUELTY (PG-13) A slick divorce lawyer (George Clooney) butts heads with a sexy gold digger (Catherine Zeta-Jones) in the Coen Brothers' attempt at blending their quirky sensibilities with what sounds very much like a mainstream romantic comedy. Also stars Geoffrey Rush. (Not Reviewed)

JEEPERS CREEPERS 2 (R) That Jeepers Creepers 2 is as exciting and occasionally freaky as it is becomes even more impressive considering its minimal premise: a stranded school bus full of football players and cheerleaders become a meal for a flying, undying creature on the last day of its feeding cycle. The movie offers plenty of deliciously horrible scares despite the basically no-frills approach. That said, and at the very least, Victor Salva's Jeepers Creepers movies now stand as the best horror series ever created by a convicted and reformed child molester. Also stars Jonathan Breck, Justin Long and Nicki Lynn Aycox. 1/2

KILL BILL — VOL. 1 (r) In Tarantino's long-anticipated new movie, the cool influences are no longer merely influences; they're the whole show. Kill Bill is a shrine to movies — a high-octane blend of mostly Japanese and Hong Kong chopsocky, with a little spaghetti western thrown in for good measure — with Uma Thurman as a pissed-off super-assassin killing everyone who's done her wrong. Gone even are the elaborately clever monologues that made Tarantino's reputation. Kill Bill might have been designed with fan boys in mind, but the bulk of this unabashedly bloody, beautifully made film should prove equally eye-popping and/or offensive to everyone. Also stars Lucy Liu, David Carradine and Vivica A. Fox.

LOST IN TRANSLATION (PG-13) Sofia Coppola's playful and elegantly deadpan film is a cinematic poem for people who don't think they like poetry. Half comedy, half something else entirely, the film is about two people, of very different ages and circumstances, who meet in a strange, faraway place and make a connection. The movie's not-so-secret weapon is Bill Murray, who plays a burned-out movie star a decade or two past his prime and reduced to hawking whiskey for Japanese television. Murray's character hooks up with another American stranger in a strange land, (Ghost World's Scarlett Johansson), and the movie follows the two jet-lagged and utterly disoriented Yanks running wild through the sensory overload of downtown Tokyo and, in their down time, back at the hotel. Coppola's eccentric little wisp of a film is a pure beauty, achieving a seemingly effortless balance of understated wit, lyricism, and off-the-wall absurdity. Also stars Giovanni Ribisi. 1/2

LUCIA, LUCIA (r) The titular Lucia is played by Cecila roth from All About My Mother and other Almodovar films, and, indeed, this Mexican import sometimes comes off like an overly polite take on early Almodovar. roth's character has issues, as they say, and the film seems to be about her midlife crisis and personal awakening, although it's also about a very convoluted scheme to kidnap her husband. Nothing really hangs together, so there's never a clear sense of where the movie's headed, although a few of the individual elements do offer some nice, unexpected fun here and there. Also stars Kuno Becker and Carlos Alvarez-Novoa. 1/2

THE MAGDALENE SISTErS (r) Although it might have been a lot more fun if they'd played material this lurid for laughs, The Magdalene Sisters is a fairly effective bit of agitprop about corrupt and sadistic priests and nuns running an institution in Ireland for "fallen girls" — mostly youngsters dumped by their parents for becoming pregnant. And the nun overseers all fairly drool with glee at the prospect of making the girls even more miserable. Director Peter Mullan, also an actor himself, coaches some wonderful performances from many of his stars, although the drumbeat of his litany regarding Catholic institutional cruelty is nothing if not heavy-handed. Stars Geraldine McEwan, Anne-Marie Duff, Dorothy Duffy and Nora-Jane Noone.

THE MAN WITHOUT A PAST (NR) Never mind that the film is already out on DVD. Better late than never is the bottom line here, since the appearance in the Bay area of any film by the wonderful Finnish director Aki Kaurismaki is reason enough to celebrate. Kaurismaki's new movie doesn't quite rank with The Match Factory Girl, Ariel or the director's other best films, but it is an odd and delightful little gem in its own right. The comedy is understated almost to the point of flat-lining (think Jim Jarmusch on downers) and the narrative is barely a wisp — an amnesiac and a Salvation Army worker find romance among the ruins — but Man Without a Past is rich in clever, quirky details and in heart. And if you can't manage to find time to get over to Tampa Theatre, do yourself a favor and at least get yourself a copy of the DVD. Stars Markku Peltoal and Kati Outinen Kuosmanen. Opens Oct 24 at Tampa Theatre. Call theater to confirm. 1/2

MASKED AND ANONYMOUS (PG-13) Bob Dylan's first big screen opus in a zillion years is a pretty awful mess, albeit an epic and, on rare occasion, a fascinating one. The Big D stars as Jack Fate, a burned-out, over-the-hill singer recruited by a promoter called Uncle Sweetheart (John Goodman) to participate in a rally in some war-torn, unnamed country that may or may not be America (or is it Amerika.). Cameos from the likes of Mickey rourke, Val Kilmer and Bruce Dern are interesting, but seem flown in from other movies (or other planets). As for Dylan himself, he appears so painfully uncomfortable and self-conscious as he shuffles through the film, it feels like the decent thing to do would be to simply look away. Also stars Jeff Bridges, Jessica Lange and Luke Wilson.

MATCHSTICK MEN (PG-13) Nicolas Cage plays a con man in Ridley Scott's breezy, bouncy new film, but the movie's less about the art or mechanics of the con, and all about what lies behind it: suspension of disbelief. Cage turns in an extremely amusing performance as Roy Waller, a hopelessly neurotic bundle of ticks who tries to will himself into becoming a different person when his long-lost daughter turns up at his doorstep. It's all quite a bit of fun, although there's not much actual heisting in the movie until the final moments, at which time the film clobbers us with a convoluted switcheroo that's just too audacious not to love. Also stars Sam Rockwell, Alison Lohman and Bruce Altman. 1/2

THE MEDALLION (PG-13) This season's Jackie Chan picture finds the aging martial arts virtuoso trapped in a disaster of a Hong Kong film. Chan plays a HK police officer who teams with Interpol agents Lee Evans and Claire Forlani to protect a child, who possesses a magical/mystical medallion, from a megalomaniacal ne'er-do-well (Julian Sands). The heavily edited and manipulated action scenes can't redeem Evans' lame Jerry-Lewis-meets-French-Stewart slapstick or Chan and Forlani's romantic hamming. For Chan fans only. —Andrew Stewart

MONDAYS IN THE SUN (NR) Javier Bardem virtually disappears into his role as one of a group of balding, bearded, middle-aged men who haunt the unemployment lines in a Spanish port city. The film does an exquisite job putting us inside the skins of these beautiful, quietly desperate losers as they pass the time drinking in bars, talking about soccer and politics, making stupid mistakes and dreaming of something better. This little gem is Spain's official Academy Award nomination for last year's Best Foreign Language film, and the winner of five well-deserved Goyas (Spain's equivalent to the Oscar).

MYSTIC RIVER (R) Clint Eastwood's latest directorial offering dives into somewhat unfamiliar waters, with mostly successful results. Mystic River is an epic tragedy about how two devastating events, a quarter-century apart, change a handful of lives in a Boston working class neighborhood. Eastwood's film is uncharacteristically filled with charged symbols and nakedly emotional Big Speeches, but the top-notch ensemble cast is good enough to pull it off and leave us wanting more. Tim Robbins is particularly effective as the damaged man-child who never quite recovered from being molested as a child, and Sean Penn burns up the screen as a man with a dead daughter and one too many secrets. Also stars Kevin Bacon, Laura Linney, Laurence Fishburne and Marcia Gay Harden. 1/2

ONCE UPON A TIME IN MEXICO (r) robert rodriguez's follow-up to El Mariachi and Desperado isn't as effortlessly enjoyable as either of those movies, but it's an infinitely more ambitious effort. Once Upon a Time in Mexico is a fascinating but not entirely successful mix of comic book shoot-em-up, spaghetti western, historical epic and dreamy, druggy meditation on all of the above. Johnny Depp is magnificent (again) as the film's center — a gonzo Zen CIA agent — and Antonio Banderas is suitably iconic as the nearly silent, world-weary gunslinger. The movie is hopelessly convoluted, but some of the scattered moments are as brilliant as anything rodriguez has given us. Also stars Willem Dafoe, Mickey rourke and Eva Mendes. 1/2

ONCE UPON A TIME IN THE MIDLANDS (r) Intermittently effective but muddled British comedy about the romantic trials and tribulations of a small group of mildly eccentric working class stiffs. The movie applies an epic, spaghetti-western-ish feel (hence the film's Leone-like title) to supposed ironic effect in recounting the efforts of a lowly auto mechanic to keep his girlfriend from returning to her ex. The characters are mostly interestingly drawn, but the movie's mix of high drama, quirkiness and borderline soap operatics don't always work particularly well. Stars robert Carlyle, rhys Ifans and Shirley Henderson. Opens Oct 24 at Tampa Theatre. Call theater to confirm.

OPEN RANGE (R) Kevin Costner (who also directed and co-produced) plays a conflicted cattle driver pitted against a greedy land baron. A sleepy opening and sometimes tedious pacing make the first hour drag, but Robert Duvall's fine performance as a fatherly cowpoke keeps things moving along until the explosive final gun battle, which is worth the wait. —Tray Butler

OUT OF TIME (PG-13) Carl Franklin's slick, moderately engaging thriller stars Denzel Washington as a small-town police chief racing against the clock to vindicate himself when he becomes the primary suspect in a murder investigation. The convoluted plot twists fall thick and fast, beginning with the fact that the female detective hot on Washington's trail is none other than his soon-to-be ex-wife. Everything falls into place a little too neatly, though, and most of the characters don't exactly display much depth, but the whole thing's entertaining enough, in its way, and the Florida locations are nicely photographed. Also stars Eva Mendes and Dean Cain.

PIRATES OF THE CARIBBEAN (PG-13) The story here isn't much more than you'd expect from a theme park ride turned big screen blockbuster, but so what? The real reason to see Pirates of the Caribbean is Johnny Depp, who's a total gas-gas-gas as the Keith Richards-inspired rock "n' roll pirate Jack Sparrow. Geoffrey Rush is no slouch either as the scenery-chewing leader of a pack of zombie pirates straight out of an old Scooby Doo cartoon. The rest of the movie basically amounts to a skillful and modestly engaging blend of battle scenes and comedy (with just a sprinkling of romance and horror thrown in), all given a nice spit-and-polish thanks to director Gore Verbinski's usual high production values. Also stars Keira Knightley. 1/2

THE PrINCESS BLADE (r) The Princess Blade is a beautifully made but not particularly original blend of post-apocalyptic atmosphere, action and sentimentality. Former pop star Yumiko Shaku stars as an assassin who turns against her clan when she discovers they've betrayed her — a concept sounding a bit like Kill Bill, although Princess Blade handles it in a far more conventional manner, and reveals a surprisingly squishy center. Hong Kong action choreographer Donnie Yu was responsible for the graceful yet muscular sword-fighting sequences, but even that's not quite stellar enough to redeem the movie's tendency towards cliches and heartstring-tugging (beginning and ending with a love story that's pure corn). Also stars Hideaki Ito.

RADIO (PG) Apparently pitched very much in the same territory as The Rookie, this feel-good tale combines sports, soap opera and nostalgia for the kinder, gentler ways of small-town America, circa anytime but now. The same guy who wrote The Rookie supplied the story, in fact, which is based on the actual life of a mentally challenged man whose eternal optimism inspires the local high school football team. Stars Cuba Gooding, Ed Harris and Debra Winger. Opens Oct 24 at local theaters. (Not Reviewed)

RUNAWAY JURY (PG-13) If Runaway Jury is remembered at all, it will be as the movie where longtime screen icons Gene Hackman and Dustin Hoffman finally appeared on screen together for the first time. Other than that, the film is competent and reasonably entertaining fare, but a far cry from remarkable. Hackman is the movie's heavy, an all-seeing but utterly amoral analyst (polite code for jury tamperer), for hire to the highest bidder — which in the case of the high-profile trial he's currently trying to sway, happens to be the gun industry. Hackman's counterpart is Dustin Hoffman, who plays a highly principled and incorruptible (no laughing now) lawyer trying to make the gun industry pay for years of getting away with murder. Hoffman must really believe in the movie's anti-gun message or must have received a truly staggering paycheck for his performance here (possibly both), because it's hard to fathom otherwise why he took on such a bland, underwritten role. The story — a series of trial-related double and triple crosses — is engaging enough and sometimes even modestly exciting, but almost never particularly memorable. Another classic empty-calorie thriller based on a John Grisham book. Also stars John Cusack and Rachel Weisz.

THE RUNDOWN (PG-13) A mission to rescue a wacky rich kid plops a "retrieval expert" (celebrity beefcake The Rock) in the middle of a mess involving a jungle dictator (Christopher Walken), a nefarious master plan, a bunch of sex-crazed monkeys and a very hot local (Rosario Dawson). Also stars Sean William Scott. (Not Reviewed)

SCARY MOVIE 3 (PG-13) The third installment of David Zucker's popular horror-spoof franchise arrives complete with obligatory raunchy-silly nods to Hollywood's latest crop of fright flicks. Expect the jokes to take on The Ring and Signs, among others. Stars Anna Faris, Charlie Sheen and Anthony Anderson. Opens Oct 24 at local theaters. (Not Reviewed)

THE SCHOOL OF ROCK (PG-13) Rocker Jack Black (Tenacious D), in this new Richard Linklater film, is a harmless but not terribly talented slacker who wants to rock so hard it's practically heartbreaking, and pulls off a scam that allows him to get paid for secretly teaching "Smoke on the Water" to nerdy students at an elite prep school. In lesser hands this could have been Kindergarten Cop, but Linklater makes most of it work, albeit not in a laugh-out-loud Dazed and Confused sort of way. Also stars Joan Cusack, Sarah Silverman and Mike White (Chuck & Buck), who also wrote the script.

SEABISCUIT (PG-13) Seabiscuit chronicles the over achieving stallion that captured America's fancy during the height of the Great Depression. This sentimental drama focuses on the three diverse people in Seabiscuit's life, who team up to conquer long odds. Fire-blooded jockey Red Pollard (Tobey Maguire), eccentric trainer Tom Smith (Chris Cooper) and nice-guy owner Charles Howard (Jeff Bridges) work together to take the horse all the way to the top. The film's relatable characters and attention-grabbing race scenes prove that a historical sports drama can gallop ahead of other summer blockbusters. 1/2—Chris Berger

SECONDHAND LIONS (PG) This instant family classic stars Haley Joel Osment as young Walter, who learns how to be a man as his eccentric and wealthy uncles (Michael Caine and Robert Duvall) learn how to care for a child. Abandoned at the old men's farm by his mother (Kyra Sedgwick), Walter develops a relationship with his uncles through their endless storytelling and encourages them to buy items from door-to-door salesmen, including a yacht, a lion and a plane. Caine and Duvall give unique performances, while Osment is a bit clueless and stiff in this humorous and definitely appropriate movie the entire family can appreciate. 1/2—Emily Anderson

STEP INTO LIQUID (NR) Nearly four decades ago, Bruce Brown made a major splash with his groundbreaking surfing documentary Endless Summer. Flash forward to the 21st century and we find that chip-off-the-old-block Dana Brown, the filmmaker's son, is carrying the torch in Step into Liquid. The cinematography and locations are gorgeous, but this next generation of surfing movies doesn't really add anything fresh to the original concept other than the introduction of some state-of-the-art cameras that puts us closer to the waves than ever before. Stars Kelly Slater, Taj Burrow and Laird Hamilton. Held over at Channelside Cinemas. Call theater to confirm. 1/2

S.W.A.T. (PG-13) Cheerfully superficial rock 'em sock 'em action with Colin Farrell, Samuel L. Jackson and a host of significantly lesser luminaries playing a squad of elite cops keeping the streets of L.A. safe from all manner of armed and dangerous scum. Jackson's presence and Farrell's quietly magnetic performance give a touch (a very faint touch) of class to the project, but the movie's priorities clearly lie in pure adrenaline and gleefully embraced cliches. Also stars LL Cool J, Michelle rodriguez and Josh Charles. 1/2

THE TEXAS CHAINSAW MASSACrE (r) Although it's nowhere near as radical as Tobe Hooper's relentlessly rude, crude and frenetically formless cannibal-killers clasick, this contemporary remake is pretty effective in its own way. There's an obsessive attention paid to grotesque details, blood and fetid slime ooze from every nook and cranny, and streams of moody light seep through trees and slates of walls like outtakes from Alien or David Fincher's Seven. There's ultimately not all that much you can do with this material to "re-invent" it, but director Marcus Nispel displays enough imagination and passion to keep us involved. Quick cuts and some slickly imagined camerawork tip us off to Nispel's music video roots, but the basic approach here is refreshingly straightforward and all but free of postmodern nudges (outside of a blink-and-you'll-miss-it cameo by aint-it-cool-news.com's Harry Knowles). There are plenty of good, strong scares, some hot babes in distress, lots of creepy atmosphere and an appropriately mean-spirited, nasty streak that makes the movie exactly the love-it-or-hate-it proposition it should be. Stars Jessica Biel, Jonathan Tucker and Eric Balfour. 1/2

THIrTEEN (r) Teenage angst, alienation and ennui are at ground zero in Thirteen, a movie about a nice young girl (Evan rachel Wood) who hooks up with an infinitely hipper and wilder classmate (Nikki reed) and then finds her life spiraling out of control. The nice girl is introduced to the joys of shopping and shoplifting (although not necessarily in that order) followed, in short order, by a crash course in the joys of random and copious sex, drugs and body piercing. Director Catherine Hardwicke's camera darts around incessantly, as if desperately trying to communicate authenticity and energy but, finally, just becoming annoying. Although there are moments of real conviction here, ultimately, Thirteen is only partially convincing. Stars Evan rachel Wood, Nikki reed and Holly Hunter. Held over at Channelside Cinemas. Call to confirm.

UNDER THE TUSCAN SUN (PG-13) Diane Lane (Unfaithful) stars in this trite but scenic film about a writer who, after a messy divorce, impulsively buys a rundown Italian villa in an attempt to find herself. Between the painfully predictable plot and the freshman-English-caliber foreshadowing and symbolism, Under the Tuscan Sun seems like a made-for-TV movie with a big budget. There are enjoyable moments but you have to wait out a lot of cheese to see them. Also stars Sandra Oh (Waking the Dead). —Laurie Stark

UNDERWORLD (R) This obsessively chic and pathetically shallow multi-zillion dollar FX epic turns out to be infinitely more boring than even the most run-of-the-mill horror cheapie. The story is simple but framed in such a gratuitously showy way as to make it nearly incoherent — it's basically Romeo and Juliet "updated" in the form of two star-crossed members of warring vampire and werewolf clans. The movie's style is omnipresent and overbearing, a mishmash of shamelessly lifted bits from The Matrix, Blade Runner and Blade. Underworld is alternately turgid, pretentious, annoying, and not nearly as entertaining as a halfway decent episode of Buffy the Vampire Slayer. Stars Kate Beckinsale and Scott Speedman.

VERONICA GUERIN (R) Cate Blanchett expertly inhabits the title role of this film about Irish journalist Veronica Guerin and her dogged investigation of Dublin's drug underworld. Blanchett succeeds in showing the pain and failure Guerin went through to cover her crime beat, from heroin use to trafficking, as drug kingpins threaten her and her family. Directed by Joel Schumacher, the film is spectacular and important not only as a testament to Guerin but because it shows how her writing and pursuit of justice changed Ireland for the better. —Emily Anderson

WINGED MIGRATION (G) This Oscar-nominated production is anything but your standard nature documentary. Winged Migration is a cinematic poem, pure and simple, a visual ode to all things avian. A 450-person crew, including 14 cinematographers, labored for four years in 40 countries, following the migrating paths of dozens of varieties of birds from the American West to the sands of the Sahara to the Arctic Circle. Specially modified, ultra-light flying cameras were employed, giving us a sense of actually flying right alongside these creatures, allowing us to look right into their eyes and listen to the sounds of their breathing and of their wings as they flap. 1/2

WONDERLAND (R) Sex, drugs and murder are the main ingredients in this juicy bit of L.A. sordidness based on actual events in the life of the late porn king John Holmes. The film offers the account, told from multiple perspectives, of Holmes' alleged involvement with a notorious killing that took place in Laurel Canyon in the early '80s. Stars Val Kilmer, Kate Bosworth and Lisa Kudrow. Opens Oct 24 at Channelside Cinemas. Call theater to confirm (Not Reviewed)

Reviewed entries by Lance Goldenberg unless otherwise noted.